ST PAUL COMPANIES INC /MN/
8-K, 1996-07-30
FIRE, MARINE & CASUALTY INSURANCE
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<PAGE>

             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C. 20549
                              
                   -----------------------
                              
                          FORM 8-K
                              
                       CURRENT REPORT
                              
                              
           Pursuant to Section 13 or 15(d) of the
                              
               Securities Exchange Act of 1934
                              
                 ---------------------------
                              
                              
              Date of Report (Date of earliest
               event reported): July 29, 1996
                              
                              
                              
                THE ST. PAUL COMPANIES, INC.
   ------------------------------------------------------
   (Exact name of Registrant as specified in its charter)


     Minnesota              0-3021                41-0518860
  ---------------   ---------------------   --------------------
     (State of        (Commission File        (I.R.S. Employer
   Incorporation)         Number)            Identification No.)



385 Washington St., St. Paul, MN            55102
- --------------------------------          --------
    (Address of principal                (Zip Code)
     executive offices)



                       (612) 221-7911
             ----------------------------------
               (Registrant's telephone number,
                    including area code)
                              
                              
                              
                              
                             N/A
- ------------------------------------------------------------
    (Former name or former address, if changed since last
                           report)

<PAGE>

Item 5.    Other Events.
           ------------

     Filed herewith is a press release dated July 29, 1996,
of the registrant relating to its results for the quarter
ended June 30, 1996, which will be superseded by the
registrant's Quarterly Report on Form 10-Q for such period.
The results for an interim period are not necessarily
indicative of the results for a full year.

Item 7. Financial Statements, Pro Forma Financial
        Information and  Exhibits.
        -----------------------------------------------------

  An Exhibit Index is set forth as the next page in this
report.

  Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly
authorized.



                              THE ST. PAUL COMPANIES, INC.




                              By  /s/ Bruce A. Backberg
                                  ---------------------
                                  Bruce A. Backberg
                                  Vice President
                                   and Corporate Secretary


Date: July 30, 1996


<PAGE>

                        EXHIBIT INDEX
                        -------------
                              
                              
                                                        How
Exhibit                                                Filed
- -------                                                -----

(99) Additional exhibits . . . . . . . . . . . . . .  . (1)




     (1) Filed electronically under the EDGAR Operational
         Program.


<PAGE>
                                                  Exhibit 99

July 29, 1996 -       ST. PAUL COMPANIES' SECOND QUARTER EARNINGS
                      HURT BY SPRING STORMS IN MIDWEST

St. Paul, Minn. - The St. Paul Companies (NYSE:SPC) reported
second-quarter 1996 operating earnings of $99.0 million, or
$1.09 per share, compared with last year's second-quarter
operating earnings of $106.7 million, or $1.17 per share.

     "We experienced significant catastrophe losses this
quarter as a result of spring storms in the Midwest, where
we have a heavy concentration of business,"  said Douglas W.
Leatherdale, chairman and chief executive officer.  "In
addition, our premiums were flat, reflecting highly
competitive market conditions."

     Net income for second-quarter 1996 was $130.1 million,
or $1.42 per share, compared with $113.0 million, or $1.24
per share, for the second quarter of 1995.  Second-quarter
1996 net income included after-tax realized investment gains
of $31.1 million, or $0.33 per share, compared with $6.3
million, or $0.07 per share, for the second quarter of 1995.
"We were particularly pleased with the performance of our
venture capital operations, which have contributed almost
$60 million in pretax realized gains over the last six
months," Leatherdale said.

Six-months results
- ------------------

     For the first six months of 1996, operating earnings
were $196.6 million, or $2.15 per share, compared with
$215.2 million, or $2.38 per share, for the first six months
of 1995.

     Net income for the first half of 1996 was $258.9
million, or $2.83 per share, compared with $223.6 million,
or $2.47 per share, for the first half of 1995.  Net income
for the first six months of 1996 included after-tax realized
investment gains of $62.3 million, or $0.68 per share,
compared with gains of $8.4 million, or $0.09 per share, for
the first six months of 1995.

Consolidated Financial Position
- -------------------------------

     Consolidated assets of The St. Paul Companies as of
June 30, 1996, were $19.61 billion, compared with $19.66
billion as of Dec. 31, 1995.

     Common shareholders' equity was $3.69 billion at the
end of the second quarter, compared with $3.72 billion on
Dec. 31, 1995.  Book value per common share as of June 30,
1996, was $44.16, compared with $44.29 on Dec. 31, 1995.




<PAGE>

                   THE ST. PAUL COMPANIES
             CONSOLIDATED SECOND-QUARTER RESULTS
                              
Three months ended June 30                  1996            1995
- --------------------------                  ----            ----

Revenues                          $1,451,121,000   $1,330,728,000

Pretax Operating Earnings
Underwriting                        $122,990,000     $137,258,000
Insurance Brokerage                   (4,524,000)      (3,693,000)
Investment Banking-
   Asset Management                   21,669,000       19,532,000
Parent and Other                     (19,189,000)     (19,190,000)
                                   -------------     ------------
Total pretax operating earnings     $120,946,000     $133,907,000

Income Tax Expense                   $21,972,000      $27,191,000

Operating Earnings                   $98,974,000     $106,716,000
 Per Common Share (Fully Diluted)          $1.09            $1.17

Realized Investment Gains,
  Net of Taxes                       $31,079,000       $6,251,000
 Per Common Share (Fully Diluted)          $0.33            $0.07

Net Income                          $130,053,000     $112,967,000
 Per Common Share (Fully Diluted)          $1.42            $1.24

<PAGE>

                   THE ST. PAUL COMPANIES
               CONSOLIDATED SIX-MONTHS RESULTS
                              
Six months ended June 30                    1996            1995
- ------------------------                    ----            ----

Revenues                          $2,859,812,000   $2,598,187,000

Pretax Operating Earnings
Underwriting                        $253,929,000     $295,925,000
Insurance Brokerage                  (17,932,000)     (18,324,000)
Investment Banking-
   Asset Management                   43,236,000       38,886,000
Parent and Other                     (42,127,000)     (37,411,000)
                                   -------------     ------------
Total pretax operating earnings     $237,106,000     $279,076,000

Income Tax Expense                   $40,555,000      $63,903,000

Operating Earnings                  $196,551,000     $215,173,000
 Per Common Share (Fully Diluted)          $2.15            $2.38

Realized Investment Gains,
  Net of Taxes                       $62,323,000       $8,390,000
 Per Common Share (Fully Diluted)          $0.68            $0.09

Net Income                          $258,874,000     $223,563,000
 Per Common Share (Fully Diluted)          $2.83            $2.47


<PAGE>

                   THE ST. PAUL COMPANIES
           SECOND-QUARTER UNDERWRITING OPERATIONS
                         HIGHLIGHTS
                              
Three months ended June 30         1996            1995
- --------------------------         ----            ----

Written premiums           $1,077,926,000   $1,095,126,000

Net investment income        $193,819,000     $180,810,000

 Combined ratio                     104.3            101.4



                   THE ST. PAUL COMPANIES
             SIX-MONTHS UNDERWRITING OPERATIONS
                         HIGHLIGHTS
                              
Six months ended June 30           1996            1995
- ------------------------           ----            ----

Written premiums           $2,012,537,000   $2,011,489,000

Net investment income        $382,722,000     $359,228,000

Combined ratio                      105.2            101.7


The St. Paul Companies, headquartered in St. Paul, Minn., is
a group of companies that provides property-liability
insurance underwriting and insurance brokerage products and
services throughout the world.






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